Nuts & Dolts Memorial Ruby x Penny (Season 4 Spoilers)
by rwbysmutmaster
Summary: With RNJR lost in the woods (emotionally, if not also physically), Ruby ponders her friendships and choices leading up to the fall of Beacon.


**Nuts and Dolts Memorial**

After the fall of Beacon, Ruby slept fitfully or not at all. Her days with RNJR were consumed by traveling and hunting monsters, and her nights, by visions of the past. She saw Pyrrha, ashes. She saw Penny, pieces. She found herself standing once again before hordes of Grimm, lacking even the comfort of her own weapon. Holding only a piece of her fallen friend to fight against the darkness.

She remembered her time at Beacon like someone remembering a dream, as one who having woken, struggles to believe in what they've seen, who pauses to consider each second, each fragment of fiction and intermingled fact. As the days turned into weeks and then to months the memories became blurred and mixed and faded. She learned that just like friends, memories can die.

And so Ruby mourned them all.

She clung to what she could, the lines of Penny's face, the curves of Pyrrha's armor. She remembered Weiss's cold hands and Blake's warm fur. She remembered her sister's laugh. But these memories came slowly, only after much pondering, and more slowly by the day.

Ruby lay alone beside a thick redwood tree. The small muddy campfire of wet wood and stinky leaves was dying a well-deserved death of neglect. The others had fallen asleep. Ren, in an effort to subtly dissuade Nora, had fallen asleep in an upright pose of meditation. Of course that hadn't stopped her, and Nora had somehow found a way to curl up in his lap like a puppy. Nearby, Jaune fret restlessly in his sleep, clutching hopelessly at his scroll, struggling with his own dark memories.

Ruby huddled beneath her warm traveling cloak, wrapped tightly in a blanket. She was warm despite the dying fire, yet waves of shivers rolled through her anyway. During the day, she tried to keep a happy face, cracking jokes and smiling, but when night fell, she was left alone to deal with the darkness. She felt so lonely. She felt so tired. She looked up at the stars so far away, little specs of warmth wrapped up in dismal blackness and icy cold.

Just like her.

That thought left her empty inside. She shuddered at the bleakness of it.

She reached into her pack, tucked neatly away beside her in the fallen leaves, searching for a packet of dust. She didn't have a plan, maybe to relight the fire, or try to mix some fire and water dust with dirt for a little hand-warmer. Either way, the attempt flipped open the corner of her blanket burrito and let the chill in. Suddenly cold and unable to find the right packets in the darkness, she gave up.

She pulled the blanket tightly around her and tried to go to sleep, but her mind just wandered.

The day had been uneventful. All the Grimm from the forest had been drawn off towards some new tragedy-in-the-making for them to find when the Sun rose. Ruby sighed. The grinding minutia of maintaining a constant alert was taking its toll on everyone. Even though she was more free than she'd ever been in the city or with her family, she felt trapped here on the road. She leaned against the tree-trunk and stared into the sky. The lonely stars looked back.

Before she realized it, her finger was inside her.

It was an act of desperation. A tension had snapped. She was a woman now, and though still younger than her comrades, she was older than many of her friends would ever be.

She sighed, tension building in her chest and in her loins as she stroked herself and as she remembered.

She could see Pyrrha's curves, soft and firm all at once. She saw her reach out and draw Jaune into a private embrace. They kissed, softly at first and then fiercely. They'd known something of love, if only briefly. Ruby's hand roamed her body, and she loosened her leather corset and top beneath the blankets.

She could see Blake's wry smile, the one she reserved for her friends, and the subtle shifting of her ears beneath her bow, unmistakable if you knew what you were looking for. Small details that let you know that you were known and loved.

Ruby felt the course beginnings of stubble between her thighs. It had been a while since she'd shaved it, though she really didn't need to bother. Ren and Juane were taken, though they were both too dense to know it, and it wasn't as if there were anyone else around to whisk in and carry her off her feet like a princess. She wasn't really interested in anything less.

She sighed deeply as she slipped another finger inside, broadening her penetration, then reaching in as far as she could, she gently massaged herself. A tingle rose from the base of her spine, where her butt was falling asleep on the hard ground. It gently crawled up her back, sending lightness to her head and building up pressure behind her ears.

She tried to focus, to wait it out, she gripped her chest to push it down, but she came anyway. A shallow, melodramatic, and anticlimactic orgasm. Her ears hurt a little bit.

She shifted her weight and tingles covered her butt and thighs like thousands of tiny ants. She groaned and released her chest to rub at them. She reached beneath her skirt and pushed aside the warm cotton underwear to feel the skin. There were no ants, just warm bum, with a root pattern painfully imprinted upon it. She massaged the skin and felt the defined muscle underneath. She focused a bit of aura and light crawled up and down her legs along with the tingles. The light was trapped by the blanket, but she could imagine what it looked like.

Her skirt was pulled up, her legs spread open invitingly, with two fingers having accepted the invitation. Her bodice was unlaced, her traveling bra dropped down, letting her breasts breathe through only a layer of undershirt. She left her aura active beneath the covers, a look of pathetic determination oh her face.

After that letdown of an orgasm, Ruby was nowhere near satisfied.

She closed her eyes and let her mind wander as she worked herself back up. She thought of Weiss, her partner from that first day in the woods. Despite their differences, she had sometimes envied Weiss. She was beautiful, elegant, talented, and all the boys loved her. But then again, she always seemed to be lonely despite all the attention. Maybe, for once, Ruby could understand that part of Weiss. And maybe that would also explain the noises from her bunk when she thought everyone was asleep.

Ruby pushed hard against her clit, sending waves of blissful agony shooting through her whole body.

She thought of Yang in the next bunk, not even bothering to hide it when she masturbated, then shook those thoughts aside. She would not think about her sister at a time like this. Gross.

Though, if she got a robot arm, there could be some rather interesting attachments...

"Ruby, No!" she squeaked, rather more loudly than she intended, which was, not at all. Mortified she froze in place, gently counting the breaths of those around her. When their pace failed to change, she risked a glance over. Everyone was exactly where she'd left them.

She let out her held breath and continued.

What about Sun or Mercury? Or any of the guys at Beacon? She tried to picture them, Neptune's arms or some upperclassman's giant bulge in his shorts, but all their features seemed to run together and she ended up picturing Sun's face on Cardin's body, or Cardin's face on Sun's body, and none of it felt... right. Plus, she hadn't ever really seen any of them naked anyway. The moment was quickly passing.

Ruby rammed herself as roughly as she dared, pulling up her shirt and even pinching at her nipples, but it wasn't enough. The orgasm was gone.

Ruby began to cry. Gently at first, then in rolling waves.

Gone.

So much of it was gone. All her friends? Teachers? Who knew what had happened to all of them?

And somewhere in a selfish place she cursed herself. She'd never even had a boyfriend. Even when there'd still been a Beacon, it's not like anyone wanted to talk with her about boys. She was younger and so totally focused. Maybe not on schoolwork per se, but focused on,  
things... having fun, wasting time. If only she'd known. Maybe they could have stopped it, maybe...

 _"I would have talked to you about cute boys, Ruby."_

Ruby jumped to her feet. Her panties around her ankles and breasts exposed to the darkness, she reached for her weapon. Her hand touched the cold red steel of Crescent Rose, but stopped there. She recognized the voice, but couldn't believe it.

"Penny?" Ruby whispered into the darkness.

There was no response.

That was it, she'd snapped. She was going crazy. Off the deep end. Hearing voices. Dead person voices. Standing half naked in the forest, face covered in tears and hearing dead people voices.

She slumped back down beside the tree and tried to get warm again under the blanket.

She thought about nothing and was numb.

Then slowly, glacially, her thoughts moved.

Why would she remember Penny's voice now?

 _You called me friend! Am I really your friend?_

She had said yes. Of course she had. She might not have known Penny for very long, but she wasn't sure if ANYONE had known Penny very long.

 _Ruby, there's something I've been wanting to talk to you about..._

Her absence stabbed at Ruby. More than she expected after all this time. It ate her from the inside. Penny's death had started all of this, hadn't it? So of course she felt it. The Grimm attack, the white fang. Penny had died on stage. Ruby thought if only Penny hadn't fought Pyrrha, maybe it wouldn't have happened. Ruby thought about her own part that day. If only she had been fast enough to stop Mercury. If only she had brought her weapon.

If only Penny hadn't stayed.

 _Am I really your friend?_

Should she have agreed back then? Could all this have been avoided by just being a little meaner? Ruby wasn't sure, but at the very least, if she had followed the will of the others and sent Penny away after that first meeting... well maybe it wouldn't hurt so bad now that it was all over.

She let that thought gnaw at her.

 _*GASP* Is she a man?!_

Where did that one come from? Ruby couldn't help but laugh.

No, it might not have hurt so much if she'd kept her distance, but how could she be anyone's friend with that kind of thinking?

She was being selfish. The worst kind of selfish. Penny had always cared for her friends. They meant everything to her. From the very beginning to the very end.

 _I don't have a lot of friends; but if I did, I'd want them to talk to me about things._

The silence of the night enveloped Ruby. She couldn't cum. She couldn't sleep. She might as well go crazy.

"Okay Penny, lets talk."

 _"Salutations!"_

The response came immediately and once again in the unexpectedly loud voice. Ruby almost shushed herself.

"I'm not sure how this works, but I think I'm okay with a little crazy. Just don't try to get me to jump off a bridge or anything."

 _/Oh Ruby, you jump off from bridges all the time!"_

Ruby would have laughed if at that moment she had any control over her emotions at all. Instead, she found herself curled up in a ball beneath her blanket, leaking aura rose petals, and very nervous. She was nervous that someone would hear her, she was nervous that someone would see, she was nervous about hearing voices, even if it was just stress and insomnia and grief. She crossed her legs and hugged her knees to her chest.

She whispered from beneath the blankets, "So what's next?"

 _"I want you to see me."_

Ruby lifted her head from the blanket and looked around. She even looked up into the treetops and around the trunk. She was about to stand when Penny interrupted.

 _"You can't see me with your eyes open, Silly! I'm in your head. Close your eyes, you'll see!"_

Ruby closed her eyes.

At first nothing happened. Then slowly a figure appeared in the darkness. She looked embarrassed, but excited. Thick red hair, paper-white skin, freckles, and an unrestrained smile. Penny reached forward and grabbed up Ruby in a giant hug, lifting her from her sitting position into the air. It was the kind of hug that leaves no room for argument or for decorum; that leaves no excuses and no escape. Ruby wasn't sure if this was even possible or if she were dreaming or what, but she didn't want it to end.

But eventually Penny released her from the crushing hug and held her at arm's length. Her eyes held a look of love and appreciation that Ruby had not known she'd needed.

 _"Ruby, why are you sad?"_

"Penny, you... Penny, people died. Beacon fell. There's a lot to be sad about."

 _"But, you saved people. Hundreds. You're a good person."_

Penny held Ruby's shoulders.

"It's just, it's been a long year. After Beacon everything just keeps getting worse, villages have been destroyed, grimm, the White Fang, who knows what else!"

The voice that responded was not Penny's, or rather, not just Penny's. It seemed to Ruby that the voice was like a hundred voices. Teachers, her father, her teammates, her friends. She even heard a bit of her mother's voice.

 _"It's not your fault."_

But from somewhere deep inside she screamed "Of course it is!"

"I didn't stop them. I saw them at the dust store. At the dance. I bumped into them in the hallway! I didn't notice. I was such a stupid girl. Trusting, naive. I wasted so much time! I should have been stronger, I should have been..."

 _"Stop!"_ said Penny.

The hundred voices repeated, _"It's. not. your. fault."_

 _"Ruby, you saved Beacon! When no one else could, you saved it. You aren't even a full Huntress!"_

Ruby tried to explain, she'd didn't know how she could. If only she'd figured it out earlier, maybe then she could have stopped it. She was sure of it. She could have, she might have, she should have, she-

Penny stopped her with a kiss.

All thoughts fled. All that remained was Penny.

Ruby was so surprised, she couldn't form coherent thoughts about the kiss itself. She only managed to say, "Penny, I'm not... well, I've never really... kissed, well ANYONE before. Well, not like this."

 _"We both know what it is that you need, Ruby."_

"What?"

 _"Sex."_

"What?! I mean I guess I should have guessed that, I guess, given the circumstances. And this being a dream or whatever, but I've never really been that, um. Sexual. And um-"

She thought a moment.

"Do you even have, the- um, appropriate equipment?"

Penny hiccuped nervously. _"I, I think so."_

Ruby blushed. She didn't really know what that meant.

Penny leaned down, guiding Ruby back down to lean again against the tree, though with her eyes closed, both the tree and Ruby's blankets were gone and all she knew was that she was somehow sitting propped up against something, and wrapped in a bubble of warmth, and that Penny was here.

Penny ran an inquisitive finger along Ruby's leg, starting at the foot and working her way up. It dragged against her bootlaces, then along her socks, crisscrossed with the floral patterns Ruby favored. When it reached the skin, it was metallic and cool, the scratches from her palm reflecting in the moonlight. They reminded Ruby of the day in Vale when she'd gotten them. She remembered the truck's lights as they headed straight for her, the split-second calm panic that comes as one knows she is about to die. Then the relief at Penny's intervention. She saw the truck's cracked frame and the splintered asphalt.

Penny inched closer, the smell of oil and plastic and latex and the sting of electric dust mixed with the smell of Ruby's increasingly sweaty body and the long days on the road. Ruby told herself that she should have been embarrassed, but the look on Penny's face was too transfixing to feel anything but flattered.

Penny's gleaming green eyes roamed Ruby's body with a curiosity and with a hunger. Her aura manifested with tiny sparks flaring between her fingers and along pairs of parallel hairs. They mixed with Ruby's roses in a sudden electrical whirlwind which surrounded the pair.

Penny was only an inch away from Ruby's core, her finger roaming in little circles around Ruby's pussy, but not going in. Ruby reached out and interlocked her fingers with the fingers of Penny's free hand and gripped the back of Penny's neck with her own. She then lifted her knees, dragging the heels of her boots against the dirt and rubbing her knees up against Penny's hips, drawing them forward. Penny fell to her knees as well, her head and chest coming to hover inches over Ruby's recumbent form.

Then Penny was insider her. Her fingers were cold at first, but quickly acclimated. Each tentative thrust sent true jolts of electric pleasure through Ruby's whole body. It felt so different from simply pleasuring herself. She gripped Penny tightly, pulling her head down and kissed her full on the lips.

Penny's lips were remarkably human. They felt warm and soft, elastic. Her mouth tasted sweet, like rock candy, but with a hint of copper.

Penny increased her pace, her hot breath in rhythm with her thrusting fingers. Ruby released Penny's head and tore frantically at her own breast, removing her shirt from beneath her red and black corset and revealing a cherry nipple. She licked her lips, and Penny's too, and moaned heavily. Then she directed Penny's head down towards it.

Penny missed at first in the darkness, her chilly nose rubbing against the breast and sending shivers across Ruby's chest, but then she found the nipple and licked it. Slowly, an orgasm rose in Ruby's core. She felt it behind her eyes and in the crook of her neck. She felt the electricity and aura swirling around her and as the orgasm built up higher and higher, eventually pulling touching her and consuming her. She felt Penny's aura entering her and mixing with her own.

Penny thumbed Ruby's clit and pulled at her breast, alternating between agonizingly slow and sensuous licks and quick teasing bites. Ruby felt a little "schlick" following by a huge wave of sensation as Penny gently slid her entire fist into Ruby's pussy.

Ruby free hand tore at Penny's clothes, disrobing a shoulder and baring the android's breasts. They were small, but firm. Ruby cupped and gripped them, rubbing the slippery mounds and pressing on the tiny erect nipples. Penny's chest was warm with heat from her mechanical heart. Penny shuddered, sending more waves of pleasure through Ruby as her hand vibrated inside her.

 _"Ruby,"_ Penny stuttered, releasing Ruby's breast from her tongue's lovely torture.

 _"-you, were my best friend. You cared about me. I- I just wanted you to know that."_ Penny's green eyes shone with an inner light. They sought approval and love, and confirmation. Ruby gave it all. Her silver eyes spoke volumes, flashing briefly with mysterious and wondrous power, and with deep and abiding love.

Penny smiled with relief and joy. Her eyes swelled with tears and she rammed Ruby's g-spot with her knuckles again and again.

Ruby rocked with pleasure, arching her back and shoving their chests together, their breasts touching, wet nipple against warm slippery metallic nipple. Penny released Ruby's left hand to help remove her entire dress. Ruby wrapped her legs around Penny's back and pulled her closer. Penny slipped her hand from Ruby's pussy to let the dress come off around it. It was sopping wet. She smiled with a definite look of mischief and seductively licked a finger as it dripped all over Ruby's chest.

Ruby couldn't take it any more. She took control, dropped a leg and shifted her weight, spinning Penny around on to her back. Penny wore black thigh-length stockings and a tight lacy pair of black panties with green and gray embroidery. They were completely soaked through.

Ruby ripped them off.

Underneath, Penny had a beautifully crafted vagina, completely pristine and hairless. It looked like it was from a textbook or an art gallery, which it honestly probably was. Ruby felt a bit embarrassed, she was all stubbly and spread open. But Penny placed a gentle hand around her perfect mound, caught Ruby's eye and nodded.

Tangled limbs and fluids mixed. Body parts slipped against one another. Ruby's orgasm finally came. Penny came. Ruby came again, and the night dissolved to morning amid the pleasures of the flesh.

Ruby could feel the warmth of dawn breaking. She saw a slight redness in the darkened sky behind her closed eyes.

 _"It's time for you to wake up, Ruby."_ said Penny gently.

They lay together on the ground, naked, wrapped in a passionate embrace, and covered in each other.

Ruby held her tighter, passion and panic mixing in her face.

"Don't leave me." Ruby pleaded in the barest whisper.

 _"Oh Ruby, I'm dead. You know that. You also know that you, Ruby Rose, were my best friend and I was your first lover. For that, I'll always be with you. Even if you meet someone else or don't remember me any more."_

But Ruby was shaking her head already.

"No, I'll never forget you, Penny. You've saved my life twice now. I will always love you."

And with that, the darkness fell away and dawn sprung fully over Remnant.

Ruby opened her eyes and stretched her sore limbs, knocking leaves over the remains of her multiple explosive nocturnal orgasms.

All the while, silent tears fell against her breast and tumbled down amid the fallen leaves and frost.

"I promise."

 **Post-credits Scene**

The Sun peaked over the horizon. A beowulf's head fell to the ground and turned to dust. A second later, a scythe stabbed into the ground.

Qrowe looked over the fields of slain Grimm, a sweaty frown plastered on his face.

"Those four must have been having some really interesting dreams."


End file.
